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7-8-108
Section 7-8-108 Warranties in direct holding. (a) A person who transfers a certificated security
to a purchaser for value warrants to the purchaser, and an indorser, if the transfer is by
indorsement, warrants to any subsequent purchaser, that: (1) the certificate is genuine and
has not been materially altered; (2) the transferor or indorser does not know of any fact
that might impair the validity of the security; (3) there is no adverse claim to the security;
(4) the transfer does not violate any restriction on transfer; (5) if the transfer is by indorsement,
the indorsement is made by an appropriate person, or if the indorsement is by an agent, the
agent has actual authority to act on behalf of the appropriate person; and (6) the transfer
is otherwise effective and rightful. (b) A person who originates an instruction for registration
of transfer of an uncertificated security to a purchaser for value warrants to the purchaser
that: (1) the instruction is made by an appropriate person,...
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10A-2A-6.27
Section 10A-2A-6.27 Restriction on transfer of stock. (a) The certificate of incorporation,
the bylaws, an agreement among stockholders, or an agreement between stockholders and the
corporation may impose restrictions on the transfer or registration of transfer of stock of
the corporation. A restriction does not affect stock issued before the restriction was adopted
unless the holders of the stock are parties to the restriction agreement or voted in favor
of the restriction. (b) A restriction on the transfer or registration of transfer of stock
is valid and enforceable against the corporation, the holder, or a transferee of the holder
if the restriction is authorized by this section and as provided in Section 10A-1-3.42, and
its existence is noted conspicuously on the front or back of the certificate or is contained
in the information required by Section 10A-1-3.45. Unless so noted or contained, a restriction
is not enforceable against a person without knowledge of the restriction. (c)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-6.27.htm - 2K - Match Info - Similar pages
16-17A-12
Section 16-17A-12 Obligations of authority. (a) All agreements and covenants undertaken, and
all indebtedness issued, by an authority shall be solely and exclusively an obligation of
the authority and, except as otherwise provided in a written agreement in accordance with
Section 16-17A-17, shall not create an obligation or debt of the state, any university, or
any other governmental entity or public corporation within the meaning of any constitutional
or statutory provision. (b) Neither the directors nor any officer of an authority executing
indebtedness issued pursuant to this chapter shall be personally liable for such indebtedness
by reason of the execution or issuance thereof. (c) The state and the sponsoring university
do hereby pledge to and agree with the holders of any indebtedness issued under this chapter
that neither the state nor the sponsoring university will limit or alter the rights hereby
vested in the authority to fulfill the terms of any indebtedness or related...
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32-6-65
Section 32-6-65 Uniform registration renewal form; centralized registration prohibited; penalties.
(a) There shall be one uniform registration renewal form to be used statewide. Such form shall
be designed so as to provide for both the transfer of ownership and the registration of the
vehicle. All receipts shall be sent to the county agencies charged with handling vehicle registration.
Receipts may be provided to the registrant in a tangible format or in an electronic format,
as prescribed by the department. The state and the county shall capture the color of the motor
vehicle in their permanent records. This subsection shall not give the Department of Revenue
authority to centralize vehicle registration. Centralized registration is specifically prohibited
and it is the legislative intent that automotive vehicle registration shall remain at the
county level. (b)(1) A penalty of fifteen dollars ($15) shall be assessed by the official
charged with issuing motor vehicle licenses for the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/32-6-65.htm - 3K - Match Info - Similar pages
7-2A-303
Section 7-2A-303 Alienability of interests, transfer of rights, etc. (1) As used in this section,
"creation of a security interest" includes the sale of a lease contract that is
subject to Article 9A, Secured Transactions, by reason of Section 7-9A-109(a)(3). (2) Except
as provided in subsection (3) and Section 7-9A-407, a provision in a lease agreement which
(i) prohibits the voluntary or involuntary transfer, including a transfer by sale, sublease,
creation, or enforcement of a security interest, or attachment, levy, or other judicial process,
of an interest of a party under the lease contract or of the lessor's residual interest in
the goods, or (ii) makes such a transfer an event of default, gives rise to the rights and
remedies provided in subsection (4), but a transfer that is prohibited or is an event of default
under the lease agreement is otherwise effective. (3) A provision in a lease agreement which
(i) prohibits a transfer of a right to damages for default with respect to...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/7-2A-303.htm - 3K - Match Info - Similar pages
7-8-405
Section 7-8-405 Replacement of lost, destroyed, or wrongfully taken security certificate. (a)
If an owner of a certificated security, whether in registered or bearer form, claims that
the certificate has been lost, destroyed, or wrongfully taken, the issuer shall issue a new
certificate if the owner: (1) so requests before the issuer has notice that the certificate
has been acquired by a protected purchaser; (2) files with the issuer a sufficient indemnity
bond; and (3) satisfies other reasonable requirements imposed by the issuer. (b) If, after
the issue of a new security certificate, a protected purchaser of the original certificate
presents it for registration of transfer, the issuer shall register the transfer unless an
overissue would result. In that case, the issuer's liability is governed by Section 7-8-210.
In addition to any rights on the indemnity bond, an issuer may recover the new certificate
from a person to whom it was issued or any person taking under that person, except...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/7-8-405.htm - 1K - Match Info - Similar pages
7-8-210
Section 7-8-210 Overissue. (a) In this section, "overissue" means the issue of securities
in excess of the amount the issuer has corporate power to issue, but an overissue does not
occur if appropriate action has cured the overissue. (b) Except as otherwise provided in subsections
(c) and (d), the provisions of this article which validate a security or compel its issue
or reissue do not apply to the extent that validation, issue, or reissue would result in overissue.
(c) If an identical security not constituting an overissue is reasonably available for purchase,
a person entitled to issue or validation may compel the issuer to purchase the security and
deliver it if certificated or register its transfer if uncertificated, against surrender of
any security certificate the person holds. (d) If a security is not reasonably available for
purchase, a person entitled to issue or validation may recover from the issuer the price the
person or the last purchaser for value paid for it with...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/7-8-210.htm - 1K - Match Info - Similar pages
7-8-312
Section 7-8-312 (Effective Until January 1, 1997) Effect of guaranteeing signature or indorsement.
(1) Any person guaranteeing a signature of an indorser of a security warrants that at the
time of signing: (a) The signature was genuine; and (b) The signer was an appropriate person
to indorse (Section 7-8-308); and (c) The signer had legal capacity to sign. But the guarantor
does not otherwise warrant the rightfulness of the particular transfer. (2) Any person may
guarantee an indorsement of a security and by so doing warrants not only the signature (subsection
(1)) but also the rightfulness of the particular transfer in all respects. But no issuer may
require a guarantee of indorsement as a condition to registration of transfer. (3) The foregoing
warranties are made to any person taking or dealing with the security in reliance on the guarantee
and the guarantor is liable to such person for any loss resulting from breach of the warranties.
(Acts 1965, No. 549, p. 811.)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/7-8-312.htm - 1K - Match Info - Similar pages
7-2A-103
Section 7-2A-103 Definitions and index of definitions. (1) In this article unless the context
otherwise requires: (a) "Buyer in ordinary course of business" means a person who
in good faith and without knowledge that the sale to him or her is in violation of the ownership
rights or security interest or leasehold interest of a third party in the goods, buys in ordinary
course from a person in the business of selling goods of that kind but does not include a
pawnbroker. "Buying" may be for cash or by exchange of other property or on secured
or unsecured credit and includes receiving goods or documents of title under a pre-existing
contract for sale but does not include a transfer in bulk or as security for or in total or
partial satisfaction of a money debt. (b) "Cancellation" occurs when either party
puts an end to the lease contract for default by the other party. (c) "Commercial unit"
means such a unit of goods as by commercial usage is a single whole for purposes of lease
and...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/7-2A-103.htm - 10K - Match Info - Similar pages
10A-2-6.27
Section 10A-2-6.27 Restriction on transfer of shares and other securities. REPEALED IN THE
2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT
CODE SUPPLEMENT. (a) The articles of incorporation, bylaws, an agreement among shareholders,
or an agreement between shareholders and the corporation may impose restrictions on the transfer
or registration of transfer of shares of corporation. A restriction does not affect shares
issued before the restriction was adopted unless the holders of the shares are parties to
the restriction agreement or voted in favor of the restriction. (b) A restriction on the transfer
or registration of transfer of shares is valid and enforceable against the holder or a transferee
of the holder including an executor, administrator, trustee, guardian, conservator or other
fiduciary entrusted with like responsibility for the person or estate of the holder, provided
the restriction is authorized by this section and, as provided by...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-6.27.htm - 3K - Match Info - Similar pages
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